PRLD Insider: 9,375 RSUs Vest; 3,355 Shares Withheld

Rhea-AI Filing Summary

Jane Huang, President and CMO of Prelude Therapeutics Inc (PRLD), reported transactions on 10/04/2025 showing the vesting and withholding related to restricted stock units (RSUs). 9,375 RSUs became vested (transaction code M), creating a contingent right to the same number of common shares; those RSUs increased her direct ownership before withholding to 90,272 shares. The company withheld 3,355 shares to satisfy tax obligations at a withholding price of $1.47, leaving 86,917 shares beneficially owned after the taxable disposition. The filing notes the RSUs were granted on 05/02/2022 and follow a vesting schedule that began with 1/4 vesting on 04/04/2023 and quarterly vesting of the remainder while employment continues. The report is signed by an attorney-in-fact on 10/07/2025.

Positive

• 9,375 RSUs vested on 10/04/2025, converting contingent awards into direct equity
• Beneficial ownership remains substantial at 86,917 shares after withholding, indicating continued insider stake

Negative

• 3,355 shares withheld to cover taxes at $1.47, reducing outstanding shares received by the reporting person
• Vesting contingent on continued service, so future vesting depends on employment continuity

Insights

Compensation Analyst

Vesting reflects scheduled compensation delivery; withholding confirms tax settlement.

The reported 9,375 RSU vesting converts contingent equity into direct ownership, temporarily increasing beneficial holdings to 90,272 shares before tax withholding. The withheld 3,355 shares at $1.47 reduce net ownership to 86,917, matching a common practice to satisfy payroll/tax obligations without cash outlay.

This follows the grant on 05/02/2022 with initial 1/4 vesting on 04/04/2023 and quarterly vesting thereafter; continuation of employment is the stated vesting condition. Monitor upcoming quarterly vesting dates for further share delivery or withholding events within the next 12 months.

Insider Trade Summary

Net Buyer: 6,020 shares

Net Buy 3 txns

Insider Huang Jane

Role President, CMO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	9,375	$0.00	$0.00
Exercise	Common Stock	9,375	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	3,355	$1.47	$5K

Holdings After Transaction: Restricted Stock Unit — 18,750 shares (Direct); Common Stock — 86,917 shares (Direct)

Footnotes (3)

1. F1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Issuer's Common Stock.
2. F2. Represents shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the vesting of RSUs.
3. F3. The RSUs were granted on May 2, 2022 and vest according to the reporting person's employment agreement. The RSUs vested as to 1/4 of the total shares on April 4, 2023, and 1/16 of the remaining shares shall vest quarterly thereafter until fully vested, subject to the continued service of the Reporting Person to the Issuer through each vesting date.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 10/07/2025 - 07:05 AM Learn about SEC filing dates

FAQ

What did Jane Huang (PRLD) report on Form 4 dated 10/04/2025?

The filing reports the vesting of 9,375 RSUs and the withholding of 3,355 shares to satisfy tax obligations, resulting in 86,917 shares beneficially owned after the transactions.

How many RSUs were granted and when are they from?

The RSUs were originally granted on 05/02/2022 and follow a vesting schedule that began with 1/4 vesting on 04/04/2023 and quarterly vesting of the remainder.

What price was used for tax withholding on the vested RSUs?

The company withheld shares at a price of $1.47 per share to satisfy the tax withholding obligation.

How many shares did the withholding remove from the vested amount?

The issuer withheld 3,355 shares from the vested 9,375 RSUs to cover taxes.

Who signed the Form 4 and when was it filed?

The form was signed by an attorney-in-fact and dated 10/07/2025, reporting the transactions dated 10/04/2025.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Huang Jane

(Last) (First) (Middle)

C/O PRELUDE THERAPEUTICS INCORPORATED

175 INNOVATION BOULEVARD

(Street)

WILMINGTON DE 19805

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Prelude Therapeutics Inc [ PRLD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, CMO

3. Date of Earliest Transaction (Month/Day/Year)
10/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/04/2025		M		9,375	A	(1)	90,272	D
Common Stock	10/04/2025		F		3,355(2)	D	$1.47	86,917	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Unit	(1)	10/04/2025		M			9,375	(3)	(3)	Common Stock	9,375	$0.00	18,750	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Issuer's Common Stock.

2. Represents shares withheld by the Issuer to satisfy the tax withholding obligation in connection with the vesting of RSUs.

3. The RSUs were granted on May 2, 2022 and vest according to the reporting person's employment agreement. The RSUs vested as to 1/4 of the total shares on April 4, 2023, and 1/16 of the remaining shares shall vest quarterly thereafter until fully vested, subject to the continued service of the Reporting Person to the Issuer through each vesting date.

Remarks:

	/s/ Bryant D. Lim, Attorney-in-Fact	10/07/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.